<<

Hong Kong Exchanges and Clearing Limited, The of Kong Limited (the “ Stock Exchange”) and Hong Kong Securities Clearing Company Limited (“HKSCC”) take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

Unless otherwise defined herein, capitalized terms used in this announcement shall have the same meanings as those defined in the prospectus dated June 29, 2021 (the “Prospectus”) issued by Kindstar Globalgene Technology, Inc. (the “Company”).

This announcement is for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for securities. Potential investors should read the Prospectus for detailed information about the Company and the Global Offering described below before deciding whether or not to invest in the Offer Shares.

This announcement is not for release, publication, distribution, directly or indirectly, in or into the United States (including its territories and possessions, any state of the United States and the District of Columbia). This announcement does not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States or in any other jurisdiction. The Offer Shares have not been and will not be registered under the United States Securities Act of 1933, as amended from time to time (the “U.S. Securities Act”) or securities law of any state or other jurisdiction of the United States and may not be offered, sold, pledged or transferred within the United States, except in transactions exempt from, or not subject to, the registration requirements of the U.S. Securities Act. There will be no public offer of the Offer Shares in the United States. The Offer Shares are being offered and sold (1) solely to qualified institutional buyers as defined in Rule 144A under the U.S. Securities Act pursuant to an exemption from registration under the U.S. Securities Act and (2) outside the United States in offshore transactions in reliance on Regulation S under the U.S. Securities Act.

In connection with the Global Offering, Goldman Sachs (Asia) L.L.C., as stabilizing manager (the “Stabilizing Manager”), its affiliates or any person acting for it, on behalf of the Underwriters, may effect transactions with a view to stabilizing or supporting the market price of the Shares at a level higher than that which might otherwise prevail for a limited period after the Listing Date. However, there is no obligation on the Stabilizing Manager, its affiliates or any person acting for it to conduct any such stabilizing action, which, if commenced, will be done at the absolute discretion of the Stabilizing Manager and may be discontinued at any time. Any such stabilizing activity is required to be brought to an end within the 30th day of the last day for lodging of applications under the Hong Kong Public Offering. Such stabilization action, if taken, may be effected in all jurisdictions where it is permissible to do so, in each case in compliance with all applicable laws, rules and regulatory requirements, including the Securities and Futures (Price Stabilizing) Rules (Chapter 571W of the Laws of Hong Kong), as amended, made under the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong).

Potential investors should be aware that stabilizing action cannot be taken to support the price of the Shares for longer than the stabilization period which begins on the Listing Date and is expected to expire on Friday, August 6, 2021, being the 30th day after the last day for lodging applications under the Hong Kong Public Offering. After this date, no further stabilizing action may be taken, and demand for the Shares and the price of the Shares could fall.

Potential investors of the Offer Shares should note that the Joint Global Coordinators (for themselves and on behalf of the Hong Kong Underwriters) shall be entitled to terminate their obligations under the Hong Kong Underwriting Agreement with immediate effect upon the occurrence of any of the events set out in the paragraph headed “Underwriting — Underwriting Arrangements and Expenses — Hong Kong Public Offering — Grounds for Termination” in the Prospectus at any time prior to 8:00 a.m. (Hong Kong time) on the Listing Date (which is currently expected to be on July 16, 2021).

1 Kindstar Globalgene Technology, Inc. 康聖環球基因技術有限公司 (Incorporated in the Cayman Islands with limited liability) GLOBAL OFFERING Number of Offer Shares under : 226,405,000 Shares (subject to the the Global Offering Over-Allotment Option) Number of Hong Kong Offer Shares : 22,640,500 Shares (subject to adjustment) Number of International Offer Shares : 203,764,500 Shares (subject to adjustment and the Over-allotment Option) Maximum Offer Price : HK$9.78 per Share, plus brokerage of 1.0%, SFC transaction levy of 0.0027% and Stock Exchange trading fee of 0.005% (payable in full on application in Hong Kong Dollars and subject to refund) Nominal Value : US$0.00025 per Offer Share Stock Code : 9960

Joint Sponsors, Joint Global Coordinators, Joint Bookrunners and Joint Lead Managers

Joint Lead Managers

2 IMPORTANT NOTICE TO INVESTORS: FULLY ELECTRONIC APPLICATION PROCESS

We have adopted a fully electronic application process for the Hong Kong Public Offering. We will not provide printed copies of the Prospectus or printed copies of any application forms to the public in relation to the Hong Kong Public Offering.

The Prospectus is available at the website of the Hong Kong Stock Exchange at www.hkexnews.hk under the “HKEXnews > New Listings > New Listing Information” section, and our website at www.kindstar.com.cn. If you require a printed copy of the Prospectus, you may download and print from the website addresses above.

To apply for the Hong Kong Offer Shares, you may:

(1) apply online via the HK eIPO White Form service in the IPO App (which can be downloaded by searching “IPO App” in App Store or Google Play or downloaded at www.hkeipo.hk/IPOApp or www.tricorglobal.com/IPOApp) or at www.hkeipo.hk; or

(2) apply through the CCASS EIPO service to electronically cause HKSCC Nominees to apply on your behalf, including by:

(i) instructing your broker or custodian who is a CCASS Clearing Participant or a CCASS Custodian Participant to give electronic application instructions via CCASS terminals to apply for the Hong Kong Offer Shares on your behalf; or

(ii) (if you are an existing CCASS Investor Participant) giving electronic application instructions through the CCASS Internet System (https://ip.ccass.com) or through the CCASS Phone System by calling +852 2979 7888 (using the procedures in HKSCC’s “An Operating Guide for Investor Participants” in effect from time to time). HKSCC can also input electronic application instructions for CCASS Investor Participants through HKSCC’s Customer Service Centre at 1/F, One & Two Exchange Square, 8 Connaught Place, Central, Hong Kong by completing an input request.

If you have any question about the application for the Hong Kong Offer Shares, you may call the enquiry hotline of our Hong Kong Share Registrar, Tricor Investor Services Limited, at +852 3907 7333 on the following dates:

Tuesday, June 29, 2021 — 9:00 a.m. to 9:00 p.m. Wednesday, June 30, 2021 — 9:00 a.m. to 9:00 p.m. Friday, July 2, 2021 — 9:00 a.m. to 9:00 p.m. Monday, July 5, 2021 — 9:00 a.m. to 9:00 p.m. Tuesday, July 6, 2021 — 9:00 a.m. to 9:00 p.m. Wednesday, July 7, 2021 — 9:00 a.m. to 12:00 noon

We will not provide any physical channels to accept any application for the Hong Kong Offer Shares by the public. The contents of the electronic version of the Prospectus are identical to the printed document as registered with the Registrar of Companies in Hong Kong pursuant to Section 342C of the Companies (Winding Up and Miscellaneous Provisions) Ordinance.

3 If you are an intermediary, broker or agent, please remind your customers, clients or principals, as applicable, that the Prospectus is available online at the website addresses above.

Please refer to the section headed “How to Apply for Hong Kong Offer Shares” in the Prospectus for further details on the procedures through which you can apply for the Hong Kong Offer Shares electronically.

Your application through the HK eIPO White Form service or the CCASS EIPO service must be for a minimum of 500 Hong Kong Offer Shares and in one of the numbers set out in the table. You are required to pay the amount next to the number you select.

No. of No. of No. of No. of Hong Kong Amount Hong Kong Amount Hong Kong Amount Hong Kong Amount Offer Shares payable on Offer Shares payable on Offer Shares payable on Offer Shares payable on applied for application applied for application applied for application applied for application HK$ HK$ HK$ HK$

500 4,939.27 9,000 88,906.98 90,000 889,069.78 4,000,000 39,514,212.24 1,000 9,878.55 10,000 98,785.53 100,000 987,855.31 5,000,000 49,392,765.30 1,500 14,817.83 15,000 148,178.30 200,000 1,975,710.61 6,000,000 59,271,318.36 2,000 19,757.11 20,000 197,571.06 300,000 2,963,565.92 7,000,000 69,149,871.42 2,500 24,696.38 25,000 246,963.83 400,000 3,951,421.22 8,000,000 79,028,424.48 3,000 29,635.66 30,000 296,356.59 500,000 4,939,276.53 9,000,000 88,906,977.54 3,500 34,574.93 35,000 345,749.36 600,000 5,927,131.84 10,000,000 98,785,530.60 4,000 39,514.22 40,000 395,142.12 700,000 6,914,987.14 11,320,000(1) 111,825,220.64 4,500 44,453.49 45,000 444,534.89 800,000 7,902,842.45 5,000 49,392.77 50,000 493,927.65 900,000 8,890,697.75 6,000 59,271.31 60,000 592,713.18 1,000,000 9,878,553.06 7,000 69,149.87 70,000 691,498.71 2,000,000 19,757,106.12 8,000 79,028.42 80,000 790,284.24 3,000,000 29,635,659.18

(1) Maximum number of Hong Kong Offer Shares you may apply for.

No application for any other number of the Hong Kong Offer Shares will be considered and any such application is liable to be rejected.

THE LISTING APPLICATION

We have applied to the Listing Committee for the listing of, and permission to deal in, the Shares in issue (including the Shares on conversion of Preference Shares and after the Share Subdivision) and to be issued pursuant to (i) the Global Offering; (ii) the Over-allotment Option; and (iii) the Pre-IPO Stock Incentive Plans and the Post-IPO Share Schemes.

4 STRUCTURE OF THE GLOBAL OFFERING

The Global Offering comprises:

• the Hong Kong Public Offering of initially 22,640,500 Offer Shares (subject to adjustment) in Hong Kong, representing 10% of the total number of Offer Shares initially available under the Global Offering; and

• the International Offering of initially 203,764,500 Offer Shares (subject to adjustment and the Over-allotment Option), representing 90% of the total number of Offer Shares initially available under the Global Offering.

The allocation of the Offer Shares between the Hong Kong Public Offering and the International Offering will be subject to reallocation as described in the section headed “Structure of the Global Offering” in the Prospectus.

In particular, subject to the requirements under Practice Note 18 of the Listing Rules and Guidance Letter HKEX-GL91-18, the Joint Global Coordinators may, at their sole discretion, reallocate Offer Shares from the International Offering to the Hong Kong Public Offering to satisfy valid applications under the Hong Kong Public Offering. In accordance with Guidance Letter HKEX-GL91-18 issued by the Stock Exchange, if such reallocation is done other than pursuant to Practice Note 18 of the Listing Rules, the maximum total number of Offer Shares that may be reallocated to the Hong Kong Public Offering following such reallocation shall not exceed 22,640,500 Offer Shares, representing 10% of the Offer Shares initially available under the Global Offering (before any exercise of the Over-allotment Option), so that the total number of Offer Shares available under the Hong Kong Public Offering will be 45,281,000 Offer Shares, representing 20% of the Offer Shares initially available under the Global Offering (before any exercise of the Over-allotment Option), and the final Offer Price shall be fixed at HK$8.60 per Offer Share (being the low-end of the Offer Price range stated in the Prospectus).

In connection with the Global Offering and pursuant to the International Underwriting Agreement, the Company is expected to grant the Over-allotment Option to the International Underwriters, exercisable by the Joint Global Coordinators (for themselves and on behalf of the International Underwriters) at any time within 30 days from the last day for lodging applications under the Hong Kong Public Offering, to require the Company to issue and allot up to an aggregate of 33,960,500 additional Shares, representing approximately 15% of the Offer Shares initially available under the Global Offering, at the Offer Price to cover over-allocations in the International Offering. In the event the Over-allotment Option is exercised, we will make an announcement which will be posted on the website of the Hong Kong Stock Exchange (www.hkexnews.hk) and on our website (www.kindstar.com.cn), respectively.

5 PRICING

The Offer Price will not be more than HK$9.78 per Offer Share and is expected to be not less than HK$8.60 per Offer Share, unless otherwise announced as further explained in the section headed “Structure of the Global Offering” in the Prospectus. Applicants under the Hong Kong Public Offering must pay, on application, the maximum Offer Price of HK$9.78 per Offer Share plus brokerage of 1.0%, SFC transaction levy of 0.0027% and the Stock Exchange trading fee of 0.005%, subject to refund if the Offer Price as finally determined is less than HK$9.78 per Offer Share.

Prospective investors should be aware that the Offer Price to be determined on the Price Determination Date may be, but is not expected to be, lower than the bottom end of the indicative Offer Price range stated in the Prospectus.

EXPECTED TIMETABLE

Hong Kong Public Offering commences ������������������������������������������������ 9:00 a.m., Tuesday, June 29, 2021

Latest time to complete electronic applications under the HK eIPO White Form service through one of the below ways

(1) the IPO App, which can be downloaded by searching “IPO App” in App Store or Google Play or downloaded at www.hkeipo.hk/IPOApp or www.tricorglobal.com/IPOApp

(2) the designated website at www.hkeipo.hk ��������������������������������� 11:30 a.m., Wednesday, July 7, 2021

Application lists of the Hong Kong Public Offering open �������������������� 11:45 a.m., Wednesday, July 7, 2021

Latest time for (a) giving electronic application instructions to HKSCC and (b) completing payment of HK eIPO White Form applications by effecting internet banking transfer(s) or PPS payment transfer(s) ���������������������������������������������������������������� 12:00 noon, Wednesday, July 7, 2021

Application lists of the Hong Kong Public Offering close �������������������� 12:00 noon, Wednesday, July 7, 2021

Expected Price Determination Date �������������������������������������������������������� Thursday, July 8, 2021

Announcement of the Offer Price, the level of indications of interest in the International Offering, the level of applications in the Hong Kong Public Offering; and the basis of allocations of the Hong Kong Offer Shares to be published on the websites of the Stock Exchange at www.hkexnews.hk and our Company at www.kindstar.com.cn on or before ���������������������������������������������� Thursday, July 15, 2021

6 Announcement of results of allocations in the Hong Kong Public Offering (with successful applicants’ identification document numbers, where appropriate) to be available through a variety of channels (as described in the section headed “How to Apply for Hong Kong Offer Shares — 12. Publication of Results” in the Prospectus) from �������������������������� Thursday, July 15, 2021

Results of allocations in the Hong Kong Public Offering will be available at the “IPO Results” function in the IPO App or at www.hkeipo.hk/IPOResult or www.tricor.com.hk/ipo/result with a “search by ID” function from ������������������������������������������������������������ Thursday, July 15, 2021

Dispatch of Share certificates or deposit of Share certificates into CCASS and refund checks/HK eIPO White Form e-Auto Refund Thursday, July 15, 2021 payment instructions (if applicable) on or before ������������������������������

Dealings in Shares on the Stock Exchange expected to commence at �� 9:00 a.m., Friday, July 16, 2021

Note: Unless otherwise stated, all times and dates refer to Hong Kong local times and dates.

The application for the Hong Kong Offer Shares will commence on Tuesday, June 29, 2021 through Wednesday, July 7, 2021, being slightly longer than normal market practice of four days. The gap between the closing date of the application lists and the Listing Date is longer than the usual market practice of six days. The application monies (including the brokerages, SFC transaction levies and Stock Exchange trading fees) will be held by the receiving on behalf of the Company and the refund monies, if any, will be returned to the applicants without interest on or before Thursday, July 15, 2021. Investors should be aware that the dealings in the Shares on the Stock Exchange are expected to commence on Friday, July 16, 2021.

SETTLEMENT

Subject to the granting of approval for listing of, and permission to deal in, the Shares on the Hong Kong Stock Exchange and compliance with the stock admission requirements of HKSCC, the Shares will be accepted as eligible securities by HKSCC for deposit, clearance and settlement in CCASS with effect from the date of commencement of dealings in the Shares on the Stock Exchange or such other date as may be determined by HKSCC. Settlement of transactions between Exchange Participants (as defined in the Listing Rules) is required to take place in CCASS on the second Day after any trading day. All activities under CCASS are subject to the General Rules of CCASS and CCASS Operational Procedures in effect from time to time. All necessary arrangements have been made to enable the Shares to be admitted into CCASS. Investors should seek the advice of their stockbrokers or other professional advisers for details of the settlement arrangement as such arrangements may affect their rights and interests.

7 ELECTRONIC APPLICATION CHANNELS

HK eIPO White Form service

You may submit your application through the HK eIPO White Form service in the IPO App or on the designated website at www.hkeipo.hk (24 hours daily, except on the last application day) from 9:00 a.m. on Tuesday, June 29, 2021 until 11:30 a.m. on Wednesday, July 7, 2021 and the latest time for completing full payment of application monies in respect of such applications will be 12:00 noon on Wednesday, July 7, 2021 or such later time as described in the section headed “How to Apply for Hong Kong Offer Shares — 11. Effect of Bad Weather and/or Extreme Conditions on the Opening of the Application Lists” in the Prospectus.

CCASS EIPO service

CCASS Clearing/Custodian Participants can input electronic application instructions at the following times on the following dates:(1)

Tuesday, June 29, 2021 — 9:00 a.m. to 8:30 p.m. Wednesday, June 30, 2021 — 8:00 a.m. to 8:30 p.m. Friday, July 2, 2021 — 8:00 a.m. to 8:30 p.m. Saturday, July 3, 2021 — 8:00 a.m. to 1:00 p.m. Monday, July 5, 2021 — 8:00 a.m. to 8:30 p.m. Tuesday, July 6, 2021 — 8:00 a.m. to 8:30 p.m. Wednesday, July 7, 2021 — 8:00 a.m. to 12:00 noon

CCASS Investor Participants can input electronic application instructions from 9:00 a.m. on Tuesday, June 29, 2021 until 12:00 noon on Wednesday, July 7, 2021 (24 hours daily, except on Wednesday, July 7, 2021, the last application day).

The latest time for inputting your electronic application instructions will be 12:00 noon on Wednesday, July 7, 2021, the last application day or such later time as described in the section headed “How to Apply for Hong Kong Offer Shares — 11. Effect of Bad Weather and/or Extreme Conditions on the Opening of the Application Lists” in the Prospectus.

Note:

(1) These times are subject to change as HKSCC may determine from time to time with prior notification to CCASS Clearing/ Custodian Participants and/or CCASS Investor Participants.

The application monies (including the brokerage fees, SFC transaction levy and the Stock Exchange trading fee) will be held by the receiving bank and on behalf of the Company after the closing of the application lists and the refund monies, if any, will be returned to the applicants without interest on or before Thursday, July 15, 2021.

Please refer to the sections headed “Structure of the Global Offering” and “How to Apply for Hong Kong Offer Shares” in the Prospectus for details of the conditions and procedures of the Hong Kong Public Offering.

Application for the Hong Kong Offer Shares will only be considered on the basis of the terms and conditions set out in the Prospectus, in the IPO App and on the designated website (www.hkeipo.hk) for the HK eIPO White Form service.

8 PUBLICATION OF RESULTS

We expect to announce the final Offer Price, the level of indications of interest in the International Offering, the level of applications in the Hong Kong Public Offering and the basis of allocations of the Hong Kong Offer Shares on Thursday, July 15, 2021 on our website at www.kindstar.com.cn and the website of the Stock Exchange at www.hkexnews.hk.

The results of allocations and the Hong Kong identity card/passport/Hong Kong business registration numbers of successful applicants under the Hong Kong Public Offering will be available through a variety of channels at the times and dates and in the manner specified in the section headed “How to Apply for Hong Kong Offer Shares — 12. Publication of Results” in the Prospectus.

If an application is rejected, not accepted or accepted in part only, or if the Offer Price as finally determined is less than the maximum Offer Price of HK$9.78 per Offer Share (excluding brokerage, SFC transaction levy and the Stock Exchange trading fee thereon), or if the conditions of the Hong Kong Public Offering are not fulfilled in accordance with “Structure of the Global Offering — Conditions of the Global Offering” in the Prospectus or if any application is revoked, the application monies, or the appropriate portion thereof, together with the related brokerage, SFC transaction levy and the Stock Exchange trading fee, will be refunded, without interest or the check or banker’s cashier order will not be cleared.

No temporary documents of title will be issued in respect of the Shares and no receipt will be issued for sums paid on application. Share certificates will only become valid at 8:00 a.m. on Friday, July 16, 2021 (Hong Kong time) provided that the Global Offering has become unconditional and the right of termination described in the “Underwriting” section in the Prospectus has not been exercised.

Assuming the Global Offering becomes unconditional at or before 8:00 a.m. on Friday, July 16, 2021 (Hong Kong time), dealings in the Shares are expected to commence at 9:00 a.m. on Friday, July 16, 2021 (Hong Kong time). The Shares will be traded in board lots of 500 Shares each. The stock code of the Shares is 9960.

By order of the Board Kindstar Globalgene Technology, Inc. 康聖環球基因技術有限公司 HUANG Shiang Chairman

Hong Kong, June 29, 2021

As at the date of this announcement, the Board of Directors of the Company comprises Dr. HUANG Shiang as the Chairman and an executive Director, Mr. TU Zanbing and Ms. CHAI Haijie as executive Directors, Mr. HUANG Zuie-Chin, Mr. PENG Wei and Ms. HUANG Lu as non-executive Directors, and Dr. YAO Shanglong, Dr. XIA Xinping and Mr. GU Huaming as independent non-executive Directors.

9